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2022 Guide to Starting an LLC in Nevada

Nevada LLC Quick Facts

Nevada LLC Costs

Initial Costs:
– Articles of Organization filing fee: $75
– Initial List of Members / Officers: $150
– State of Nevada Business License: $200

 

Recurring Costs:
– Annual List of Members / Managers renewal: $150
– State Business License renewal: $200

Nevada LLC Processing Time

– Filing Online: Immediate
– Filing by Mail: 1-2 weeks

Not sure about filing an LLC yourself?

Want an LLC, but not sure about filing the paperwork yourself? Let Zenbusiness, IncFile, or IncAuthority help guide you through the LLC formation process, so you know everything was done right.

IncFile and IncAuthority are both currently running a special where you only pay state fees for your LLC formation!

Overview

Guide to Starting an LLC in Nevada

In this day and age, more and more people are starting their own businesses. It can be a very rewarding experience, but it can also be a lot of work. If you’re thinking of starting your own business, one of the first things you’ll need to do is register it as an LLC in Nevada. In this blog post, we’ll walk you through the process step-by-step. So if you’re ready to take the plunge, keep reading!

Why choose an LLC?

The Limited Liability Company (LLC) is a popular entity choice for businesses starting in Nevada.  The LLC provides personal asset protection, no franchise tax, no corporate income tax, and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in Nevada without an attorney.

Unlike a sole proprietorship or partnership where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting the business owner’s personal assets.

Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration, and management flexibility.

Steps to Form a Nevada LLC

Let’s break down the steps to complete the Nevada LLC formation process.

Total Time: 10 minutes

Step 1: Choose an LLC Name

The first step in forming a Nevada Limited Liability Company is to make sure the name you want is available.  

It’s critical to do a name search before registering an LLC name, as the name of each LLC must be distinguishable from other entity names registered in the state of Nevada. The Nevada Secretary of State makes it easy to search and verify if your LLC name is available.  Here is more information on how to do a Nevada LLC name search.

In addition to the name being unique, the entity designator (identifier used at the end of the business name) must be either:
– Limited Liability Company
– Limited-Liability Company
– Limited Company
– Limited
– Ltd
– L.L.C.
– LLC
– L.C.

“Company” may be abbreviated as Co.

A comma may be used after the business name and before the designator.  “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.

Should you name the LLC in a foreign language, the English translation will need to be submitted with the LLC paperwork.

If there is a name you want, but are not ready to register the LLC, you can file the Name Reservation Request. The name reservation costs $25 and will hold a name for up to 90 days.

Before deciding on a name, you may also want to see if a domain name is also available to have a matching website address.

Step 2: Appoint a Nevada Registered Agent

Nevada law required that every LLC in Nevada have an active Registered Agent. A Registered Agent will act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc., on behalf of the LLC.

The basic requirements to be a Registered Agent in Nevada include:
– The agent must be a Nevada resident at least 18 years of age or a commercial Registered Agent service with a registered office in the state.
– The agent must have a physical address in the state (PO Boxes aren’t allowed).
– The agent must generally be available during normal business hours at the address provided to receive service of process.

Learn more about the requirements for a Registered Agent in Nevada

Notes for entering the Registered Agent’s name. 

When entering the Nevada Registered Agent information in the Articles of Organization, the name of a commercial agent service will show up if they are registered with the Secretary of State. If the agent isn’t registered, or if the agent is an individual, click on “My Registered Agent not found” and manually enter their information.

Step 3: File the Nevada LLC Articles of Organization

The paperwork to officially create an LLC in Nevada is called the Articles of Organization. To submit the paperwork, you can either file online through the Nevada Secretary of State’s website, SilverFlume, or download and mail the Nevada Articles of Organization.

Related: How to fill out the Nevada Articles of Organization

If you have questions, contact the Nevada Secretary of State at 775-684-5708.

When filling out the Articles of Organization, a few sections and terms can be confusing. Let’s go over a few of these sections to help get your LLC started right.

Series LLC – If you want to form the LLC as a Series LLC, you can select that option here.  A Series LLC provides liability protection across multiple asset groups or businesses, each of which would be protected from liabilities from the other series. The Series LLC is not a common choice and is typically and most commonly found with real estate investment companies.

Restricted – A restricted LLC is one that can’t distribute any money to any LLC owner within the first 10 years of formation. (NRS 86. 161)

Latest Date of Dissolution – This section is optional if you intend the business to exist forever, which most businesses do.  If you have a specific end date in mind (typically used for investment-related businesses), choose a dissolution date.

Managers / Members
This section asks if the LLC is Member-Managed or Manager-Managed.
– Member-Managed LLCs have an active involvement in the management of the business.
– Manager-Managed LLCs are hired by the members to run the LLC, similar to a CEO of a corporation.

Most LLCs are member-managed, and there must be at least one manager or member. 

Organizer(s) – An LLC Organizer is someone involved with the formation of the Articles of Organization.  The Organizer may or may not become an LLC member, such as a mentor, attorney, or accountant, but the initial members will all be listed as organizers.

At least one organizer must be listed.

Initial List of Officers – Include the initial list of officers for the LLC.  At a minimum, all of the Managing Members or Managing Members from earlier must be listed in the LLC’s Initial List of Officers.

Estimated Cost: 425 USD

Consider using an LLC formation service like Zenbusiness, IncAuthority, Northwest, or IncFile to guide you through the LLC formation process, so you know everything was done right.

IncAuthority and IncFile are currently running a special where you only pay state fees for your LLC formation and they do the rest!

You have a Nevada LLC! Now what???

Once the LLC has been formed, there are a few additional steps to take care of. Below is a list of the most common tasks.

Prepare a Nevada LLC Operating Agreement

The operating agreement is a document that governs the framework of an LLC.  This document covers items like ownership rights, member responsibilities, how profits and losses are distributed, and more.

Most states do not require an LLC to have an operating agreement, but it is still worth considering. Without an operating agreement:

  • The LLC could be subject to generic state rules that may be detrimental in the event of a lawsuit.
  • Member’s personal liability protection may be diminished.
  • Members may not fully understand their roles and responsibilities, which could lead to costly disputes in the future.

Related: Nevada operating agreement template

Obtain an EIN

The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Similar to a social security number for an individual, the EIN identifies business entities for tax purposes. The EIN will be needed to hire employees, open a bank account, build business credit, register for business licenses and permits, file federal and state taxes, and more.

How much does it cost for an EIN number in Nevada?

There is no cost for the EIN when registering through the IRS. The number is available immediately when applying through the IRS website; however, you can also register by phone, fax, or mailing IRS Form SS-4.

Related: How to Apply for an EIN

Elect the LLC’s Form of Federal Income Taxation

One of the significant benefits of the Limited Liability Company is the tax flexibility it provides.  When applying for the Employer Identification Number, you will choose how the entity will be taxed for federal income tax purposes. While there are some limitations, an LLC may be classified for federal income tax purposes as a:

  • Sole proprietorship
  • Partnership
  • C-corporation
  • S-corporation

While this may sound confusing, this refers to how the LLC is taxed, not the legal structure.

Related: How can an LLC be taxed?

By default, the taxation of an LLC is called pass-through taxation, which means the profits or losses of the LLC flow through to the members.

Single-member LLCs will, by default, be taxed as a sole proprietorship. The members can also elect to change the taxation to a C-corporation or an S-corporation.

Multi-member LLCs will, by default, be taxed as a partnership. The members can also elect to change the taxation to a C-corporation or an S-corporation.

In general, the difference between being taxed as a corporation and being taxed as a sole proprietorship or partnership is that the profits and losses are passed to the member’s federal income tax returns based on their percentage of ownership.  As a result, the owner will pay self-employment taxes on all business profits.  As an alternative, electing to be taxed as a corporation allows the members to take a reasonable salary and then pay payroll taxes.  Any remaining profits are distributed and aren’t subject to payroll taxes, resulting in potential tax savings.

Before electing how your LLC will be taxed, consider talking with an accountant to assess which one will be best for you. Some tax elections, such as the C corporation, may be detrimental for some people due to double taxation.

Open an LLC Bank Account

Opening a bank account for your LLC is important for liability protection as the account separates the business’s funds from the member’s personal funds.

Several documents will be needed to open a business bank account, such as:

  • A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
  • Copies of the original formation paperwork from the state showing the creation of the LLC.
  • Driver’s licenses of the members.
  • In some circumstances, a Nevada Certificate of Good Standing may be needed to prove the LLC is active and in good standing with the state.

Related: How to Open a Business Bank Account for your LLC

Apply for Business Licenses and Permits

Depending on what your business does and where it is located, there will likely be various business licenses and permits needed before starting your business. Some common registrations include:

  • Business License – Every business in the state must register their business with the Secretary of State.  The Nevada state business license state fee is $200. Additionally, some cities also require businesses to obtain licensing before they can start.
  • Professional License – Certain services such as barbershops, accountants, salons, and others must be licensed.
  • Nevada Business Identification Number – Any business selling physical products, some services, or hiring employees will need to apply for a Business Identification Number.
  • Employee Withholding Tax – Any business with employees will need to register with the Nevada Department of Taxation.  All businesses with employees must pay the Modified Business Tax (MBT) to the Department of Taxation. The MBT is a quarterly state payroll tax based on gross wages paid by the employer.

Related: What Business Licenses are Needed in Nevada?

File Annual Reports

LLCs are required to file an annual report with the Nevada Secretary of State.  The annual report updates ownership information and other details.

Related: How to File a Nevada LLC Annual Report

Common Questions To Starting An LLC In Nevada

How much does it cost to start an LLC in Nevada?

The cost to form an LLC in Nevada is $425, which consists of the Articles of Organization filing fee – $75, Initial List of Members / Officers – $150, and State of Nevada Business License – $200.

How long does it take to set up an LLC in Nevada?

Nevada LLC online filings are processed immediately, while mailed-in forms typically take 1-2 weeks for the Secretary of State to process the Articles of Organization.

How much does it cost to renew an LLC in Nevada?

Each year, Nevada LLCs will need to submit a new Annual List of Members / Managers – $150 and renew the State Business License – $200.

Do you have to live in Nevada to form an LLC there?

You don’t have to live in Nevada to form an LLC, however, you will need to appoint a Registered Agent who has a physical presence in the state.

Related: What are the requirements for a Registered Agent in Nevada?

Which licenses and permits are required for an LLC in Nevada?

It’s sometimes thought that the LLC and business license are the same in Nevada, but they aren’t. An LLC is referred to as the business entity, which is how the business is organized to conduct business. A business license is an approval from a government entity to legally operate.

Related: What business licenses are needed in Nevada?

Can you use a PO Box for your LLC in Nevada?

A PO Box can only be used as a mailing address for the LLC. A physical street address in Nevada must be used for the Registered Office and Registered Agent.

What is a Foreign Limited Liability Company?

A Nevada foreign LLC is an LLC that was formed in another state but wants to physically operate in Nevada. Physically operating means having a presence, such as having an office or hiring an employee.

Related: What is a foreign LLC?

What is a Professional Limited Liability Company?

Businesses that require occupational licensing in Nevada, such as accountants, architects, veterinarians, etc., can file for a Professional LLC (PLLC) instead of an LLC.

Related: What is a Professional Limited Liability Company?

Is an LLC the same as a corporation?

The LLC is one of four main types of business entities. You can learn more about each here:
What is a sole proprietorship?
What is a general partnership?
How to form a Nevada corporation

What is a Nevada anonymous LLC?

An anonymous LLC isn’t a special type of LLC but refers to the state keeping the names of LLC owners private. Nevada is one of four states where the owner’s name and address are made public.

Related: What is an anonymous LLC?

Is Nevada the best state to form an LLC?

It’s generally best to form an LLC where you reside and will be doing the work, however, there may be reasons to form in another state.

Related: What is the best state to form an LLC?

Should I use an LLC formation service or do it myself?

Following our guide, most people will be able to form an LLC on their own, however, LLC formation services like IncFile and IncAuthority will guide you through the process and guarantee it’s done right – and it doesn’t cost any extra to do so!

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